How to form an LLC in Massachusetts

Massachusetts charges $500 to form an LLC and $500 every year after. If you live and do business in Massachusetts, you will usually pay it either way, but it is worth understanding the cost before you file. This guide covers the filing and the anniversary report.

By Awais Jameel, Chartered Accountant. Reviewed by Hamza Fida, Chartered Accountant. Checked against official sources on . 3 minute read.

Short answer

To form an LLC in Massachusetts, file a Certificate of Organization with the Secretary of the Commonwealth's Corporations Division and pay $500. Each year, file an annual report on or before the anniversary of formation, also $500. That makes Massachusetts one of the most expensive states to form and keep an LLC, so check whether you need one there.

At a glance

State filing fee
$500
Filed with
Secretary of the Commonwealth, Corporations Division
Annual report
$500
Due
On or before the formation anniversary
Unfiled reports
Dissolution after two years
Resident agent
Required, Massachusetts address
How to form an LLC in MassachusettsState filing fee: $500; Filed with: Secretary of the Commonwealth, Corporations Division; Annual report: $500; Due: On or before the formation anniversary; Unfiled reports: Dissolution after two years; Resident agent: Required, Massachusetts address.KEY FACTS AT A GLANCEHow to form an LLC in MassachusettsState filing fee$500Filed withSecretary of theCommonwealth,Corporations DivisionAnnual report$500DueOn or before theformation anniversaryUnfiled reportsDissolution after twoyearsResident agentRequired, MassachusettsaddressChecked against official sourcesTax BakersHow to form an LLC in MassachusettsState filing fee: $500; Filed with: Secretary of the Commonwealth, Corporations Division; Annual report: $500; Due: On or before the formation anniversary; Unfiled reports: Dissolution after two years; Resident agent: Required, Massachusetts address.KEY FACTS AT A GLANCEHow to form an LLC inMassachusettsState filing fee$500Filed withSecretary of the Commonwealth, CorporationsDivisionAnnual report$500DueOn or before the formation anniversaryUnfiled reportsDissolution after two yearsResident agentRequired, Massachusetts addressChecked against official sourcesTax Bakers
Key facts at a glance, as set out in this guide.

Who should form an LLC in Massachusetts?

Anyone who lives in Massachusetts or runs their business from there. If you form in another state but operate in Massachusetts, you will usually have to register there as a foreign LLC anyway, paying both states' fees. See home state or another state.

How do you form an LLC in Massachusetts, step by step?

  1. Choose and check the name

    Search the state's business records and include "LLC", "L.L.C." or "Limited Liability Company" in the name.

  2. Appoint a registered agent

    A person or company with a physical street address in Massachusetts. See what a registered agent is.

  3. File the Certificate of Organization

    Online through the Corporations Division's filing system, where a card payment can add a small surcharge, or by mail with a $500 check payable to the Commonwealth of Massachusetts.

  4. Get an EIN and sign an operating agreement

    The EIN is free from the IRS. See LLC operating agreement.

  5. Register for state taxes

    Sales tax and payroll as needed. Then note the first yearly filing date.

What does Massachusetts require every year?

An annual report each year, $500, filed on or before the anniversary of the date the Certificate of Organization was filed, starting the year after formation. The due date is unique to each LLC, so note it when the LLC is formed. The Secretary of the Commonwealth can administratively dissolve an LLC that fails to file for two consecutive years.

For deadlines, fees and late penalties in detail, see Massachusetts LLC yearly filings.

Is a Massachusetts LLC worth $1,000 in the first two years?

If you live and operate in Massachusetts, forming elsewhere does not avoid the cost: an LLC from another state doing business in Massachusetts must register there as a foreign LLC, for the same $500 and the same annual report. For a very small side business, a sole proprietorship with good insurance may be enough at first. See do freelancers need an LLC and foreign LLC registration.

What do the first two years cost?

ItemCost
Certificate of Organization$500
First annual report, by the first anniversary$500

Should you file it yourself or use a formation service?

Filing yourself costs only the state fee, and the Massachusetts filing is short enough for most owners to complete. A formation service saves time, can act as your registered agent and may send reminders for yearly filings, but compare total yearly costs: low headline prices are often paired with paid add-ons such as expedited filing, operating agreements or EIN applications, which you can do yourself free. Whichever you choose, keep the approved filing, the EIN letter and your operating agreement together. See how much an LLC costs.

Can a non-resident form an LLC in Massachusetts?

Yes. Massachusetts has no residency or citizenship requirement for an LLC's members or managers. You need a registered agent with a Massachusetts street address and an EIN; a foreign owner without a Social Security number applies for the EIN on Form SS-4. A single-member LLC owned by a foreign person files Form 5472 with a pro forma Form 1120 every year, even with no US income. See can a non-resident own a US LLC and annual filings for foreign-owned LLCs.

What happens if you miss a required report?

The state usually charges a late fee and marks the LLC as not in good standing, which can block a certificate of good standing, a bank account or a loan. If the filing stays overdue, the state can administratively dissolve the LLC, ending its liability protection and its claim to the name. Reinstatement means filing every missing report and paying the fees owed, so put the dates in your calendar. See reinstating a dissolved LLC.

Which Massachusetts taxes apply to an LLC?

Owners pay Massachusetts's flat income tax on their share of profit, plus an additional 4% surtax on income above about $1 million. The state sales tax is 6.25%, and Massachusetts taxes some services and software; register with the Department of Revenue through MassTaxConnect if you sell taxable goods or services.

If you sell online, see Massachusetts sales tax for online sellers.

Federally, a Massachusetts LLC is taxed like any other LLC. See how LLCs are taxed. For a side-by-side view of state costs, see how much an LLC costs.

Want your Massachusetts LLC formed?

We file your Certificate of Organization, arrange the registered agent and EIN, and keep track of every Massachusetts deadline for you.

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Questions people ask

How much does it cost to form an LLC in Massachusetts?

$500 for the Certificate of Organization.

How much is the Massachusetts LLC annual report?

$500 a year.

When is the Massachusetts annual report due?

On or before the anniversary of the LLC's formation.

Can I avoid the Massachusetts fees by forming in another state?

Not if you do business in Massachusetts: a foreign LLC registers there and pays the same fees.

Sources

Every fee, date and rule on this page was taken from these official and primary sources.

  1. Massachusetts Secretary of the Commonwealth: Corporations Division
  2. Massachusetts Department of Revenue
  3. IRS: Get an employer identification number
  4. IRS: Employer identification number, including international applicants

Rules and fees change. If you are reading this long after October 1, 2026, confirm the figures with the source before you rely on them.

Starting a US companyHow much does it cost to start an LLCStarting a US companyForeign qualification: registering your LLC to do business in another stateFreelancers and self-employedDo freelancers need an LLC

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This guide is general information. It is not tax or legal advice for your situation.